Audio / Video Productions

Updated Mon 15 Mar 10

• for Internet Solutions, please refer to Zendmail
• for PMO services, terms and conditions are as per Limited Company contracting 'Opt out' law
• 'multimedia project' is the term used for all audio/video production
• Quotations are only valid for 30 days.
• For audio works - copyright control is owned by Zendell Limited and is usually 'non - exclusive' per project only, unless otherwise agreed.
• Audio publishing is controlled by Zendell Music & Westbury Music

1. Unless agreed otherwise in writing, 50% of the invoice as a deposit must be paid after terms of contract are agreed and at least 14 days prior to commencement of work. The remaining 50% shall be payable between completion and 30 days of the multimedia project. In relation to specific contracts, these figures or terms may be varied as set out in the respective contract.

2. 'Specialist' requirements, eg - works that involve different stages - we will issue an invoice for payment as each sum becomes due, to be paid within 30 days of the date of that invoice.

3. Zendell Ltd fees shall be exclusive of disbursements and expense items related to the agreed programme such as messenger services, postage, overseas telephone charges, colour photocopying, photography and prints, disk or tape duplications, creation of audio and video streaming files, travel accommodation, subsistence, fax charges and similar items which will be invoiced to the client on the relevant project, or separately as necessary.

4. If payment is not received within 30 days of the invoice date, Zendell Ltd. will automatically charge interest at a rate of 8% per annum, which will be added to the customer’s account.

5. Payment may be made online, by bank transfer, cheque or cash.

6. All cheques must be made payable to ZENDELL LIMITED.

7. The customer’s requirements must be clearly provided to Zendell Ltd. in writing before commencement of work and subject only to one set of minor alterations thereafter.

8. Major alterations to a project, not agreed prior to the commencement of work, must be made subject to a further written agreement.

9. A 'multimedia project' programme/composition will only be publicly released by Zendell Ltd. once the customer approves all content as complete and satisfactory and confirms this in writing.

10. A customer may terminate the contract at any time by written notice of termination.

11. When a customer terminates the contract, they will remain liable to pay in full for all work previously undertaken and in progress by Zendell Ltd. unless any other written agreement is reached in advance.

12. Any monies (excluding the deposit) held on account and unused will be returned subject to a 5% administration charge.

13. Zendell Ltd. reserves the right to refuse to use, publish or broadcast any information it considers obscene or morally unsuitable or which would breach copyrights, or which is libelous, defamatory or illegal.

14. Should such a submission occur, the customer will be advised which information was deemed unsuitable, and requested to amend the information. If the customer can show good reason to use the "unsuitable" information, its inclusion may be considered.

15. Zendell Ltd. cannot be held liable for loss or damage caused as a result of third party action or failure.

16. The client shall provide appropriate security arrangements for any recording / filming outside of the United Kingdom for which Zendell Ltd provides crew or equipment and such arrangements shall be notified to Zendell Ltd in writing in advance of travel to that jurisdiction.

17. Zendell Ltd. cannot be held liable to any party for any errors on any medium after the customer has agreed in writing that the content is correct and accurate and should be posted, published or broadcast.

18. Customer contracts may be modified by agreement in writing at any time to add or delete services to better fit the customer’s needs

19. If a project requires additional content this is, in effect, a contract change. An amendment will be made to the original contract and, once approved, becomes contractually binding.

20. E-mail correspondence shall be sufficient to prove changes to agreements for the form and content of programmes.

21. Zendell Ltd. will not commence work on any project until a signed purchase order or equivalent signed document has been provided by the client.

22. In consideration of, and subject to, the final payment of full fees due to Zendell Ltd by the customer, Zendell Ltd hereby assigns to the customer with full title guarantee all the present and future copyright and other intellectual property rights howsoever arising in the content.

23. Any confidential or proprietary information which is acquired by Zendell Ltd. from a client company, person or entity will not be used or disclosed to any person or entity, except when required to do so by law. If required, Zendell Ltd. will sign and adhere to the conditions of any Confidentiality Agreement used by the client.

24. Any contract requiring Zendell Ltd. to work to specific deadlines provided within the written agreement will be deemed to include a proviso that the clients will make themselves reasonably available to communicate with Zendell Ltd., its servants or agents, as necessary.

25. Any claims must be made in writing to Zendell Ltd. within 7 days of receipt of goods. If no claim is made within this period the client is deemed to have accepted the goods at the agreed price.

26. Should the customer have cause to make any complaint about service or programmes the complaint, if put in writing, will be acknowledged by Zendell Ltd within 14 days and a detailed reply will be issued to the customer within a further 28 days thereafter. In cases of complaint, all relevant work together with invoice and original materials should be returned to Zendell Ltd.

27. Zendell Ltd shall be under no liability if unable to carry out any provision of the contract for any reason beyond its control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by suppliers or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency the client may, by written notice to Zendell Ltd, elect to terminate the contract and pay for work done and materials used but subject thereto shall otherwise accept delivery when available.

General

1. Introduction

These terms of use govern your use of our website; by using our website, you accept these terms of use in full. If you disagree with these terms of use or any part of these terms of use, you must not use our website.

2. Licence to use website

Unless otherwise stated, we or our licensors own the intellectual property rights in the website and material on the website. Subject to the licence below, all these intellectual property rights are reserved.

You may view, download for caching purposes only, and print pages from the website for your own personal use, subject to the restrictions set out below and elsewhere in these terms of use. You must not:

3. Republish material from this website (including republication on another website);

(b) sell, rent or sub-license material from the website;

(c) show any material from the website in public;

(d) reproduce, duplicate, copy or otherwise exploit material on our website for a commercial purpose;

(e) edit or otherwise modify any material on the website; or

(f) redistribute material from this website except for content specifically and expressly made available for redistribution (such as our newsletter or news RSS feeds)

4. Acceptable use

You must not use our website in any way that causes, or may cause, damage to the website or impairment of the availability or accessibility of the website; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.

You must not use our website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.

You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent.

You must not use our website for any purposes related to marketing without our express written consent.

5. Restricted access

Access to certain areas of our website is restricted. We reserve the right to restrict access to other areas of our website, or indeed our whole website, at our discretion.

If we provide you with a user ID and password to enable you to access restricted areas of our website or other content or services, you must ensure that that user ID and password is kept confidential. We may disable your user ID and password in our sole discretion without notice or explanation.

6. Limited warranties

Whilst we endeavour to ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we commit to ensuring that the website remains available or that the material on the website is kept up-to-date.

To the maximum extent permitted by applicable law we exclude all representations, warranties and conditions relating to this website and the use of this website (including, without limitation, any warranties implied by law of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill).

7. Limitations of liability

Nothing in these terms of use (or elsewhere on our website) will exclude or limit our liability for fraud, for death or personal injury caused by our negligence, or for any other liability which cannot be excluded or limited under applicable law.

Subject to this, our liability to you in relation to the use of our website or under or in connection with these terms of use, whether in contract, tort (including negligence) or otherwise, will be limited as follows:

(a) to the extent that the website and the information and services on the website are provided free-of-charge, we will not be liable for any loss or damage of any nature;

(b) we will not be liable for any consequential, indirect or special loss or damage;

(c) we will not be liable for any loss of profit, income, revenue, anticipated savings, contracts, business, goodwill, reputation, data, or information;

(d) we will not be liable for any loss or damage arising out of any event or events beyond our reasonable control;

8. Indemnity

You hereby indemnify us and undertake to keep us indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of any breach by you of any provision of these terms of use, or arising out of any claim that you have breached any provision of these terms of use.

9. Breaches of these terms of use

Without prejudice to our other rights under these terms of use, if you breach these terms of use in any way, we may take such action as we deem appropriate to deal with the breach, including suspending your access to the website, prohibiting you from accessing the website, blocking computers using your IP address from accessing the website, contacting your internet service provider to request that they block your access to the website and/or bringing court proceedings against you.

10. Variation

We may revise these terms of use from time-to-time. Revised terms of use will apply to the use of our website from the date of the publication of the revised terms of use on our website. Please check this page regularly to ensure you are familiar with the current version.

11. Assignment

We may transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms of use without notifying you or obtaining your consent.

You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these terms of use.

12. Severability

If a provision of these terms of use is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

13. Exclusion of third party rights

These terms of use are for the benefit of you and us, and are not intended to benefit any third party or be enforceable by any third party. The exercise of our and your rights in relation to these terms of use is not subject to the consent of any third party.

14. Entire agreement

These terms of use, together with our privacy policy, constitute the entire agreement between you and us in relation to your use of our website, and supersede all previous agreements in respect of your use of this website.

15. Law and jurisdiction

These terms of use will be governed by and construed in accordance with English law, and any disputes relating to these terms of use will be subject to the non-exclusive jurisdiction of the courts of England and Wales.

16. Registrations and authorisations

We are registered with Companies House. You can find the online version of the register at www.companies.gov.uk.
Our registration number is : 6190787.
Our VAT number is 923960413

17. Our details

The full name of our company is ZENDELL LIMITED
We are registered in England & Wales under registration number 6190787
Our registered address is Accounting IT Limited, 44 Southchurch Road, Southend, SS1 2LZ.